Layne T Smith

Representative Healthcare M&A Transactions

• Represented a hospital system in the sale of a $125 million minority interest to a strategic investor.
• Represented a public company in the acquisition and sale of multiple surgery centers and acute care hospitals.
• Represented a medical business in a $100 million tender offer transaction.
• Represented a hospital in the sale of a majority interest to a strategic investor.
• Represented a hospital in connection with the acquisition of dozens of health care facilities, including ambulatory surgical centers, urgent care facilities and physician practices.
• Represented a private equity fund in connection with an investment in a group of addiction recovery centers.
• Represented a private equity fund in the acquisition of a behavioral health hospital.
• Represented a family office in the formation of a joint venture to acquire senior care facilities.
• Served as outside general counsel for a physician-owned hospital, assisting with service agreements, lease agreements and regulatory compliance matters.
• Represented multiple surgical centers in private offerings to physician investors.

Other Representative M&A and Corporate Transactions

• Represented a solar business in a $75 million sale (including earnout) to a private equity buyer.
• Represented an education business in a $380 million dollar preferred equity repurchase and restructuring.
• Represented a manufacturing business in a sale to a private equity buyer.
• Represented iArchives, Inc., a document digitization company, in its sale to Ancestry.com Inc.
• Represented a software company in connection with a sale to a strategic investor.
• Represented a technology outsourcing company in connection with the sale of a controlling interest to a private equity group.
• Represented management team of a technology outsourcing business with respect to three separate private equity sale transactions.
• Represented a software company in the sale of a division to a strategic investor.
• Represented Crescent Point Energy Corp. in connection with its $784 million acquisition of Ute Energy Upstream Holdings LLC.
• Represented People’s Utah Bancorp in its merger with Lewiston State Bank.
• Represented a software company in connection with a $55 million private equity loan financing.
• Represented the legal intermediary in connection with Salt Lake County's Pay for Success programs focused on homelessness and recidivism.

Representative Real Estate Transactions

• Represented a family office in connection with multiple real estate joint ventures.
• Represented a medical facility in real estate financing and development projects totaling over $175 million.  
• Recapitalized a real estate investment company in a $100 million financing transaction.
• Represented a developer in connection with a $60 million joint venture to purchase and develop a mixed use real estate project.
• Represented Acres Holdings, LLC, a full-service real estate brokerage with offices in multiple Mountain West states, in connection with the sale of its assets to Newmark Group, Inc. (NASDAQ: NMRK).
• Represented a family office in connection with the purchase of a real estate holding company. 
• Represented a real estate investment group in connection with a joint venture with a publicly traded construction company to acquire and develop real property in a qualified opportunity zone.

Representative Technology and Licensing Transactions

• Acted as outside general counsel for a SaaS company, drafting and negotiating license and services agreements with multiple large franchisors, under which an enterprise software platform is provided to hundreds of franchise locations.
• Served as outside general counsel for an IT outsourcing business, assisting in drafting and negotiating master services agreements, SaaS licenses and other contracts.
• Represented a carbon technology company, drafting and negotiating joint research and license agreements.
• Represented a large software company, advising on contract negotiations with resellers and software customers.